BURLINGTON, Mass.--(BUSINESS WIRE)--Mar. 23, 2018--
Everbridge, Inc. (NASDAQ: EVBG) today announced the final registration
of acceptances regarding the voluntary tender offer made by Everbridge
Holdings Limited ("Everbridge") to acquire the entire issued share
capital of Unified Messaging Systems ASA ("UMS") (Oslo Axess: UMS). The
final acceptance level was 184,746,970 shares, representing
approximately 93.3% of the total shares in UMS on a fully diluted basis.
In addition, Everbridge has acquired 1,738,019 shares in the market at
an average purchase price of NOK 1.36 per share. Everbridge has not
acquired any shares at a purchase price exceeding the offer price of NOK
1.37 per share. As a result, Everbridge will, upon settlement of the
Offer, control 186,484,989 shares, representing approximately 94.2% of
the total shares in UMS on a fully diluted basis (95.3% of the issued
and outstanding shares).
In addition, Everbridge will purchase 2,285,000 share options at a price
equal to the difference between the offer price of NOK 1.37 and the
exercise price for the share options.
Accordingly, subject to no material adverse change occurring before
settlement of the Offer, the conditions for completion of the Offer have
been met. Settlement is expected to take place on April 3, 2018.
Following settlement of the Offer, Everbridge intends to initiate a
compulsory acquisition of the remaining outstanding shares of UMS at a
price equal to the offer price of NOK 1.37 per share, in accordance with
applicable laws. Everbridge will also propose that UMS apply for a
delisting of its shares from Oslo Axess.
Inc. (NASDAQ: EVBG), is a global software company that provides
enterprise software applications that automate and accelerate
organizations' operational response to critical events in order to keep
people safe and businesses running faster. During public safety threats
such as active shooter situations, terrorist attacks or severe weather
conditions, as well as critical business events such as IT outages,
cyber-attacks or other incidents such as product recalls or supply-chain
interruptions, over 3,700 global customers rely on the company’s
SaaS-based platform to quickly and reliably aggregate and assess threat
data, locate people at risk and responders able to assist, automate the
execution of pre-defined communications processes, and track progress on
executing response plans. The company’s platform sent over 2 billion
messages in 2017, and offers the ability to reach more than 200
countries and territories with secure delivery to over 100 different
communication devices. The company’s critical communications and
enterprise safety applications include Mass Notification, Incident
Management, Safety Connection™, IT Alerting, Visual Command Center®,
Crisis Commander®, Community Engagement™ and Secure Messaging.
Everbridge serves 9 of the 10 largest U.S. cities, 8 of the 10 largest
U.S.-based investment banks, 25 of the 25 busiest North American
airports, six of the 10 largest global consulting firms, six of the 10
largest global auto makers, all four of the largest global accounting
firms, four of the 10 largest U.S.-based health care providers and four
of the 10 largest U.S.-based health insurers. Everbridge is based in
Boston and Los Angeles with additional offices in San Francisco,
Lansing, Orlando, Beijing, London, and Stockholm. For more information,
read the company blog,
and follow on Twitter and Facebook.
UMS ASA is a Norwegian technology company with international operations,
headquartered in Oslo. The company has more than 1,200 customers
worldwide reaching over 500 million people with its systems for public
notifications. The company was founded in 1998 and is established as an
industry leader within the area of critical communication and population
Cautionary Language Concerning Forward-Looking Statements:
This news release contains certain forward-looking statements that are
based on uncertainty, as they relate to events and depend on
circumstances that will occur in the future and which, by their nature,
may have an impact on results of operations and the financial condition
of Everbridge and/or UMS. Such forward-looking statements reflect
current expectations and are based on the information currently
available. Neither Everbridge nor UMS can give any assurance as to
whether such forward-looking statements will prove to be correct. These
forward-looking statements include statements regarding the Offer,
including the terms and conditions of the Offer and expected timing.
There are a number of factors that could cause actual results and
developments to differ materially from those expressed or implied by
these forward-looking statements. These factors include, among other
things, satisfactions of conditions to the Offer and investor
participation in the Offer.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180323005129/en/
Source: Everbridge, Inc.
Jeff Benanto, +1
Toomajanian, +1 818-230-9712